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Results of the Annual General Meeting
CAPITEC BANK HOLDINGS LIMITED
Registration number: 1999/025903/06
Incorporated in the Republic of South Africa
Registered bank controlling company
JSE share code: CPI ISIN: ZAE000035861
JSE preference share code: CPIP ISIN: ZAE000083838
"Capitec" or "the Company"
RESULTS OF THE ANNUAL GENERAL MEETING
Shareholders are hereby advised that all the resolutions were passed by the
requisite majority of the Company's shareholders at the annual general meeting of
the Company held at 14:30 on Friday, 31 July 2026 at Cavalli Estate, R44
Highway (Strand Road), Somerset West and via electronic communication ("AGM").
Details of the results of the voting at the AGM are as follows:
Votes
Votes for against
resolution resolution
as a as a Number of Number of
percentage percentage shares shares
of total of total voted at abstained
number of number of Number of AGM as a as a
Resolutions shares shares shares percentage percentage
proposed at the voted at voted at voted at of shares of shares
AGM AGM AGM AGM in issue* in issue*
Ordinary 98.66% 1.34% 96,223,602 82.88% 0.03%
resolution
number 1:
Re-election of
Ms SL Botha as a
Director
Ordinary 99.22% 0.78% 96,223,602 82.88% 0.03%
resolution
number 2:
Re-election of
Ms NF Bhettay as a
Director
Ordinary 98.42% 1.58% 96,223,602 82.88% 0.03%
resolution
number 3:
Re-election of
MS N Ford-Hoon as
a Director
Ordinary 97.32% 2.68% 96,210,152 82.87% 0.04%
resolution
number 4:
Confirmation of
appointment and
election of
Mr GM Fourie as a
Director
Ordinary 99.35% 0.65% 96,160,798 82.83% 0.09%
resolution
number 5:
Election of
Ms CH Fernandez as
a member of the
Social, Ethics and
Sustainability
Committee
Ordinary 99.35% 0.65% 96,223,602 82.88% 0.03%
resolution
number 6:
Election of Ms NF
Bhettay as a
member of the
Social, Ethics and
Sustainability
Committee
Ordinary 99.36% 0.64% 96,223,604 82.88% 0.03%
resolution
number 7:
Election of
Dr SA du Plessis
as a member of the
Social, Ethics and
Sustainability
Committee
Ordinary 99.38% 0.62% 96,223,602 82.88% 0.03%
resolution
number 8:
Election of
Mr I Moola as a
member of the
Social, Ethics and
Sustainability
Committee
Ordinary 99.58% 0.42% 96,223,540 82.88% 0.03%
resolution
number 9:
Re-appointment of
Deloitte & Touche
as auditor
Ordinary 99.63% 0.37% 96,160,778 82.83% 0.09%
resolution
number 10:
Re-appointment of
KPMG as auditor
Ordinary 98.50% 1.50% 96,223,318 82.88% 0.03%
resolution
number 11:
Approval to issue
(i) the relevant
Loss Absorbent
Capital Securities
and (ii) Ordinary
Shares upon the
occurrence of a
Trigger Event in
respect of the
Loss Absorbent
Convertible
Capital Securities
Ordinary 94.96% 5.04% 96,223,563 82.88% 0.03%
resolution
number 12:
General authority
to issue Ordinary
Shares for cash
Ordinary 97.95% 2.05% 96,220,492 82.88% 0.03%
resolution number
13:
General authority
for the Company
and any subsidiary
company to
purchase Ordinary
Shares
Ordinary 81.78% 18.22% 96,083,951 82.76% 0.15%
resolution
number 14:
Approval of the
remuneration
policy
Ordinary 82.02% 17.98% 96,127,306 82.80% 0.11%
resolution
number 15:
Approval of the
remuneration
report
Special resolution 98.80% 1.20% 96,158,252 82.82% 0.09%
number 1:
Approval of the
non-executive
Directors'
remuneration for
the financial year
ending on
28 February 2027
Special resolution 99.61% 0.39% 96,223,604 82.88% 0.03%
number 2:
Approval to change
the name of the
Company to Capitec
Limited
Special resolution 98.87% 1.13% 96,223,146 82.88% 0.03%
number 3:
Approval of the
amended Memorandum
of Incorporation
Special resolution 98.78% 1.22% 96,223,602 82.88% 0.03%
number 4:
Authority for the
Board to authorise
the Company to
provide financial
assistance to
related companies
and corporations
Note:
* Total number of shares in issue as at the date of the AGM was 116,099,843
of which 277 038 were treasury shares.
3 August 2026
Stellenbosch
Sponsor
PSG Capital
Date: 03-08-2026 04:15:00
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